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Indemnification Agreement

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Title:

Indemnification Agreement

Entities:

Mid State Raceway Inc

Date:

2004

Size:

Preview shows 1KB of 5KB total

Price:

$32

ID:

#1650520

► Legal ► Indemnification Agreements

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                            INDEMNIFICATION AGREEMENT



                  INDEMNIFICATION AGREEMENT, dated as of October 22, 2003

between All Capital, LLC, a Nevada limited liability company ("Capital") and

Mid-State Raceway, Inc., a New York corporation ("Raceway").



                                   WITNESSETH



                  Whereas, in order to induce V.I.P. Structures, Inc. ("VIP") to

execute a certain Financing Agreement between VIP and Raceway ("Financing

Agreement") pursuant to which VIP has agreed to extend $800,000 in credit to

Raceway ("Credit"), Raceway has agreed to cause Capital to execute and deliver

an instrument of guaranty ("Guaranty") to VIP pursuant to which Capital will

agree to guaranty the repayment by Raceway of $500,000 of the Credit; and



                  Whereas, Capital is prepared to execute and deliver the

Guaranty subject to and conditioned upon the agreement by Raceway to indemnify

and hold harmless Capital from any loss or liability arising out of or relating

to the execution, delivery and/or performance by Capital of the Guaranty, and in

connection therewith the execution and delivery by Raceway to Capital of this

Indemnification Agreement.



                  NOW THEREFORE, in consideration of the premises, the terms,

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